What is a Joint Venture Agreement?

A Joint Venture contract is an agreement between two or more persons or entities to combine resources and work together in the marketing, development or production of a product. Partners share risks and rewards at agreed rates. There can be two types of Joint Ventures: the non-corporate ones, which are contractual agreements without the creation of a new company, and the corporate ones, which imply the creation of a new company with greater autonomy and its own administrative body.

In it, the necessary agreements are established to initiate and manage the Joint Venture, addressing key aspects such as the object and share capital, valuation of contributions, organization, decision-making and dispute resolution. It also refers to the viability studies prior to the constitution of the company.

When to use this contract?

A Joint Venture contract is used when two or more people or entities decide to collaborate on a specific project or business. This type of contract is used in situations where the parties want to combine resources, knowledge or skills to achieve a common goal. It can be used in different contexts, such as international expansion, product development, access to specific markets, research and development projects, or even in joint operations in the extractive industry.

Essential content

• Identification of the parties.
• Objective and scope of the joint venture.
• Contributions from each party.
• Participation and distribution of benefits.
• Responsibilities and obligations.
• Decision making.
• Duration and terms of termination.
• Confidentiality and intellectual property.
• Dispute resolution.
• Applicable law and jurisdiction.

Necessary information

It is important to take into account that this contract does not replace the bylaws or the shareholders agreements of the companies. In the case of a corporate Joint Venture, where a new company is created, it will be necessary to complete this contract, draw up the bylaws and prepare a shareholders’ agreement, if the partners consider it necessary for the proper functioning of the company.

Applicable law

• Royal Decree of August 22, 1885 by which the Commercial Code is published.
• Royal Legislative Decree 1/2010, of July 2, approving the revised text of the Capital Companies Act.
• Royal Decree of July 24, 1889 by which the Civil Code is published.

How much does it cost to make this contract with LexDoka?

Currently, we do not have an automated model for this contract. However, if you are interested, please let us know through this contact form, and we will take it into account to develop it and notify you when it is available. If you need it urgently, LexDoka offers a personalized contract automation service where we will work together with you to see what your needs are and develop it exclusively for you in the shortest possible time. If you are interested contact us.